Close adherence to complex HIV medication regimens is critical for achieving and sustaining improved health outcomes. Many persons first begin HIV treatment when they enter a correctional facility. This is important because early treatment adherence is a strong predictor of continued adherence. Moreover, poor treatment responses to initial antiretroviral medications can reduce the potential effectiveness of subsequent antiretroviral regimens. Less than excellent adherence to antiretroviral regimens can quickly lead to the development of drug-resistant viral strains, thereby increasing the likelihood of a poor treatment response and raising the possibility of drug-resistant HIV strains later being transmitted to others. Therefore, enhancing adherence to HIV treatment among incarcerated persons living with HIV carries important health and public health benefits. This project proposes to develop and field test a telephone-delivered intervention to increase adherence to antiretroviral treatment among persons living with HIV in a state prison system. The specific aims of the proposed research are to: (a) design and test the feasibility of a telephone-delivered adherence intervention with 12 incarcerated persons living with HIV; (b) determine the acceptability of the intervention by conducting structured interviews with 12 prison inmates and 10 nurses, physicians, and administrators working in prison settings; and (c) conduct a randomized intervention study with 112 incarcerated persons living with HIV to test the potential efficacy of a telephone-delivered experimental intervention compared to adherence outcomes of a telephone-delivered health education control intervention at 1-month and 3-month follow-up points. There are no interventions specifically designed to assist incarcerated populations in enhancing motivation and skills for self-regulated adherence to combination antiretroviral regimens. Therefore, a tailored intervention will be developed before moving forward with efficacy testing. The intervention developed in the proposed research will be guided by the transtheoretical model of behavior change and will combine motivational interviewing techniques with behavioral skills training strategies that have been widely utilized to change health behavior. There is a great need for effective adherence interventions and feasible methods for delivering them to difficult to reach HIV-infected populations. Development of a telephone-delivered intervention designed to enhance skills and motivation for antiretroviral adherence among incarcerated persons living with HIV will help address this urgent need.